Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
First
Amended
Form
8-K/A
Current
Report
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of
1934
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Date
of Report (Date of earliest event reported):
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August
15, 2007
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Renhuang
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
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Nevada
(State
or other
jurisdiction
of incorporation)
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O-24512
(Commission
File
Number)
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88-1273503
(I.R.S.
Employer
Identification
No.)
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No.
281, Taiping Road, Taiping District,
Harbin,
Heilongjiang Province, 150050
P.
R. China
(Address
of principal executive offices) (zip code)
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86-451-5762-0378
(Registrant’s
telephone number, including area code)
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(Former
name or former address, if changed since last
report.)
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Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
4.02 Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review
In
August
2007, during a review of our consolidated financial statements
for the
quarter ended July 31, 2007, our management became aware that our previously
reported unaudited
consolidated financial statements filed
with its originally-filed Quarterly Reports on Form 10-Qs for the periods ended
January 31, 2007 and April 30, 2007, did not properly accrue certain sales
rebate payables. The consolidated financial statements properly recorded
revenues from its sales, but did not properly account for certain rebates some
of its customers were entitled to receive after the sales.
On
or
about September 15, 2007, our management and our Board of Directors, in
conjunction with approving our consolidated financial statements for the period
ended July 31, 2007, determined that the failure to properly accrue certain
sales rebates would have a material impact on our consolidated financial
statements and that as a result we needed to amend our Quarterly Reports on
Form
10-Q for the quarters ended January 31, 2007 and April 30, 2007, including
restating our consolidated financial statements. These Quarterly Reports were
originally filed with the Commission on March 19, 2007 and June 14, 2007,
respectively.
The
revisions to our consolidated financial statements relate to our failure to
properly accrue for certain sales rebates we offer on our products. As a result,
the primary revisions to our consolidated financial statements for these periods
show an increase in our current liabilities and a decrease in our sales and
net
income. The restated amounts for both affected quarters are attached hereto
as
exhibits. Since this error was discovered during our review of our consolidated
financial statements for the quarter ended July 31, 2007, all quarters starting
with and subsequent to the quarter ended July 31, 2007 have the sales rebates
properly accounted for in the consolidated financial statements. For the year
ended October 31, 2006, and for prior periods, the sales rebates were properly
accounted for in our consolidated financial statements. The error occurred
in
our consolidated financial statements for the periods ended January 31, 2007
and
April 30, 2007.
Our
authorized officers have discussed the matters disclosed in this filing with
our
independent registered public accounting firm. We anticipate that the amended
Quarterly Reports on Form 10-Q/A with the restated consolidated financial
statements for the effected periods will be filed with the Securities and
Exchange Commission on or about July 28, 2008..
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits.
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Exhibit
No.
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Description
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99.1
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Restatements
to the Consolidated Financial Statements for the Quarter Ended
January 31, 2007
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99.2
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Restatements
to the Consolidated Financial Statements for the Quarter Ended
April 30, 2007
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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| Dated:
July 28, 2008 |
Renhuang
Pharmaceuticals, Inc.,
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a
Nevada corporation |
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/s/ |
Shaoming
Li |
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By: |
Shaoming
Li |
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Its: |
Chief Executive
Officer |